Important Legal Notice
The information on this site is subject to a disclaimer of responsibility, a copyright notice and rules for the protection of personal data.The purchase of services and / or products is subject to general sales conditions and general lease conditions
Disclaimer of liability website http-s://www.visa.it
This site, belonging to Visa S.p.A.,via I° Maggio, 55 in Fontanelle (Tv) – Italy, allows the public greater access to all information about offered products and services. Our goal is to keep this information timely and accurate. If errors are brought to our attention, we will try to correct .
Visa S.p.A. however, accepts no responsibility or liability whatsoever with regard to the information on this site.
This information:
- is of a general mature only and relate to the characteristics of services and products manufactured or marketed;
- not necessarily comprehensive, complete, accurate or up to date;
- sometimes linked to external sites over which Visa S.p.A. has no control and for which Visa S.p.A. assumes no responsibility;
not professional or legal advice (if you need specific advice, you should always consult our suitably qualified technical department).
Please note that it cannot be guaranteed that a document available on-line exactly reproduces the technical features of products or services when you visit;
It is our goal to minimize disruption caused by technical errors. However some data or information on our site may have been created or structured in files or formats that are not error-free and we cannot guarantee that our service will not be interrupted or otherwise affected by such problems. Visa S.p.A. accepts no responsibility with regard to such problems incurred as a result of using this site or any linked external sites.
This disclaimer is not intended to limit the liability of Visa S.p.A. in contravention of any requirements laid down in applicable national law nor to exclude its liability for matters which may not be excluded under that law.
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Copyright notice
© Visa S.p.A.
Except where otherwise stated, downloading and reproduction, for personal use or for further non-commercial or commercial dissemination, of documents publicly available on website http://www.visa.it are authorised provided appropriate acknowledgement is given as follows: "© Visa S.p.A., http://www.visa.it".
Translations of texts or documents into languages other than the official language editions displayed on website http://www.visa.it are authorised subject to the condition that due acknowledgement is given at a suitably prominent place, followed by an appropriate disclaimer, both translated into the relevant language:
"Translated from the original [specify language] edition published by the website http://www.visa.it:
© Visa S.p.A., http://www.visa.it [full title in source language]
Responsibility for the translation into [specify language] lies entirely with [name of the copyright holder of the translation]."
If in doubt regarding the reuse of texts and documents available in the website http://www.visa.it , copyright queries may be addressed in writing to:
Visa S.p.A. c/o Ufficio Marketing
via Primo Maggio, 55
31043 Fontanelle (TV) Italy
Email:marketing@visa.it
Personal Data Protection
Visa S.p.A. is committed to user privacy.
The policy on protection of individuals with regard to the processing of personal data by the Community institutions is based on Regulation (EU) no. 679 dated 27 april 2016 (GDPR) of the European Parliament.
Purpose of the data treatment:
Your data are collected and processed to enable to answer your enquiries.
Collected personal data are treated according to the policy described in the above-mentioned Regulation.
Data will be used only for the purpose of replying and of analyzing the errors and enquiries by commercial and technical staff and their contractors in order to improve the service
The collection of data is based on voluntary agreement by the data subjects.
Controller of the data treatment:
The controller responsible for processing these data is Mr Lorenzo Barro. If you have any questions about the processing of your e-mail and related personal data, do not hesitate to include them in your message, in particular if you want to see any of your personal data we are holding, or have it changed or deleted. You can also send a mail to: marketing@visa.it
Data collected:
First Name, Last Name and E-mail (mandatory fields).
Organisation, Country (non-mandatory fields).
To whom are your data disclosed?
The data collected will be treated confidentially and used only by commercial and technical staff.
No personal data is transmitted to parties which are outside the recipients and the legal framework mentioned, without prejudice to a possible transmission to the bodies in charge of a monitoring or inspection task in accordance with Community legislation . The Marketing Dept. will not share personal data with third parties for direct marketing.
How long your data are kept?
Data are kept for maximum 4 years and deleted thereafter, unless an enquiry is in progress. Then the data will be kept for the time necessary for the completion of the enquiry.
How can you access to your data, check their accuracy and if needed, correct them?
You have the right to request a copy of your personal details at any time to check the accuracy of the information held, and/or to correct or update this information. You may also ask your personal information to be deleted completely if no enquiry from you is in progress.
To protect your privacy and security, we will take reasonable steps to help verify your identity before granting access or making corrections.
What are the technical means used and the security measures to avoid misuse or unauthorized access?
Visa I.T. Dept has put in place, and regularly reviews and updates, appropriate physical, electronic, and managerial procedures to safeguard and help prevent unauthorized access, maintain data security, and correctly use the information collected.
Your enquiry is stored on the server, processed and may also be forwarded by email to the expert responsible for replying to the enquiry.
Staff of the I.T. Dept. who have access to personally identifiable information are required to protect this information in a manner that is consistent with this Privacy Notice by, for example, not using the information for any purpose other than to carry out the services they are performing for.
What are the contact points for questions or complaint?
If you wish to access, delete or correct your personal information please contact: :marketing@visa.it.
Changes to this Privacy Notice
Regularly reviewing this page ensures that you are always aware of what information we collect, how we use it and under what circumstances, if any, we will share it with other parties.
GENERAL SALES CONDITIONS
GENERAL SALE CONDITIONS- Rev. 00-18EN
Definitions:
Buyer: is the buyer.
Contract: shall mean the General Sale Conditions together with the Special Sale Condition.
Day: shall mean every working day excepted therefore Saturday, Sunday and every other holiday in the European Union.
Party or Parties: means the Buyer or the Seller or both of them.
Plant or Plants: is/are the plant/s as indicated in the Special Sale Conditions.
Seller: is the Company Visa S.p.a. having its head quarter in Via Primo Maggio 55, Fontanelle (Treviso), Italia.
Use and Maintenance Manual: is the use and maintenance manual of the Plant.
Year: shall mean calendar year according to the calendar in force in the European Union.
Art. 1 - Recital
The present General Sale Conditions are applicable together with the Special Sale Conditions to any order (hereinafter referred to as the “Order”), even if fractionized, continuative and subdivided purchase, concerning to the Plants of the Seller. The present provisions shall prevail over any written or oral other provision in contradiction with the Contract.
Any execution of the Contract implies the automatic acceptance of the present General Sale Conditions even if they are not duly subscribed by the Buyer. Any eventual general conditions provided by the Buyer shall not be applicable and valid, not even partially, without a formal acceptance in writing by the Seller.
Any invalid provision of the present General Conditions shall not affect the validity of the Contract itself. In case of an invalid prevision contained in the General Conditions, the Contract will remain in force and the invalid prevision shall be deemed as never be contained herein.
The General and Special Sale Conditions represent the only agreement between the Parties and shall prevail among any oral or written previous agreement entered into between the same Parties.
Any change or amendment of the present Contract shall be made in written form.
A waiver by either Party of any breach of any of the provision of the Contract shall not be considered as a waiver of any subsequent breach of such provision or as a waiver of any provision itself.
Art. 2 - Order
2.1. The Order shall be deemed valid and accepted by the Seller only when confirmed in writing by the latter and once the confirmation has been sent to the Buyer long with the Special Sale Conditions and the General Sale Conditions.
Once the Buyer has received the above Conditions, it shall return them to the Seller duly signed and accepted.
2.2. Any Order shall be considered not amendable and irrevocable and it shall not be voidable once it has been confirmed by the Seller.
2.3. Any eventual down payment paid by the Buyer before the delivery of the Plant will be considered as an advance on the total amount due for the Plant.
Should the Buyer not collect the Plant according to the terms and conditions provided in the Contract, the Seller shall have the right to keep the down payment as penalty, save, in any case, the right to claim for the compensation of any further loss and/or damage.
Art. 3 – Plants characteristics – Use and Maintenance Manual - Technical modifications - Seller’s intellectual and industrial property right
3.1. Any information concerning the weight, the size, the prices and the productivity, or any other general or technical data of the Plant reported in the leaflets, manuals, catalogs, etc. are to be considered approximate and shall be considered as binding only when referred to in the Special Sale Condition.
The data concerning the power and consumption provided by the Seller and/or by the manufacturers of the engines and the power units are nominal with tolerance limits in compliance with the ISO-CEI-UNI provisions.
3.2. Considering that the Plants and the engines usually provided by the Seller are to be considered standard and current production, the Seller shall not be considered liable for the performance of the engines and the power units if they have being chosen by the Buyer with modification different from the ones furnish by the Seller.
3.3. The Plants are handed over to the Buyer together with the Use and Maintenance Manual. The Buyer is aware that the Manual aforementioned is the exclusive property of the Seller.
All the designs, documents, technical information, the Use and Maintenance Manual and, more in general, all the information granted by the Seller to the Buyer during and after the execution of present Contract are to be considered confidential.
3.4.The Seller has the right, before or after the execution of the Contract, to make any change or modification of the Plant appearing to be necessary or suitable for a best using and functioning of the Plant itself. The technical modifications shall be made at the own discretion of the Seller, been understood that such modifications shall not affect the essential features of the Plant.
3.5. It is understood that all the designs, documents, technical schemes, manuals as well as all the logos, trademarks whether registered or not, symbols, names and any other distinctive signs related and used by the Seller in relation to the Plant - including possible further ones to be adopted in the future – such as any industrial or intellectual property right belonging to the Seller, shall be considered at the sole property of the latter.
3.6. The Buyer shall not, in any case, communicate or disclose in any way to third parties any information that might be useful for and might allow the replication of the Plants.
Art. 4 - Delivery
4.1. Save for any contrary agreement, the delivery shall be made “FCA Loaded from Via 1°Maggio,55 Fontanelle (Tv ) Italy” (according to the Incoterms, version 2010), being understood that all the risks concerning the transport of the Plants are at the exclusive charge of the Buyer, even if the transport is organized by the Seller.
4.2. Being understood that the costs of the packing is at the exclusive charge of the Buyer, and that the aforementioned costs are not included in the price of the Plant as better specified in art. 8) of the present General Sale Conditions, the Seller has the right to choose the appropriate kind of packing depending on the transportation needs and requirements. The Seller shall not be responsible for any loss or damage occurred after the handed over of the packed plant to the carrier, being agreed that the packing should be made in an “appropriate” manner. The packing is deemed to be appropriate once the packed plant has been accepted by the carrier.
4.3. The delivery schedule is to be considered approximate and not binding for the Seller.\
This notwithstanding, should the Seller not be able to deliver the Plants on the scheduled time, it shall inform the Buyer of the delay, as soon as possible in writing, and communicate it the new forecasted date of delivery.
Only when the delay is due to the Seller and when this delay exceeds 8 weeks, the Buyer can:
- terminate the Contract having as object the Plants which delivery is delayed, with a 10 days advance written notice to be sent to the Seller;
- ask for a refund for the damages occurred and proved that in any case should not exceed the 5% of the price of the Plants.
4.4. In the case where the delay of the delivery is due to a situation for which the Seller is not responsible, or “force majeur”, or it is due to strikes, involving the Seller and/or his suppliers, or the carrier, or when the delay is due to the modifications operated by the Seller according to article 3.4, or when the delay is due to the Buyer, the Seller has the right to delay the delivery, or to partially execute the Contract or, if this partial execution is not possible, to terminate the Contract itself.
4.5. Safe the case where the delay is due to fraud or gross negligence of the Seller, the refund shall be limited to the price of the Plants (net of the costs of packaging).
4.6. In the case where the delay of the delivery is due to the Buyer, the Seller has the right to ask the Buyer for the refund of the expenses incurred due to the delay (as, an example: storage costs).
Art. 5 - Warranty
5.1. The warranty provided by the Seller, concerns only new Plants, as accepted and bought by the Buyer.
The Seller will have the choice, at his own discretion, to replace or to repair the defective Plant. The replacement or repair of the defective Plant shall take place only in the centers authorized by the Seller, as soon as possible and within the time agreed time by time.
According to the present Contract and to the effects of the present warranty, “defective Plant” means only a Plant affected by defects derived from the manufacturing and design process of the Plant or defects affecting the material, been understood these defects are directly and strictly related to the Seller liability.
The Seller reserves the right to repair or replace the Plants directly at his head quarter located in Fontanelle (Treviso) - Italia
5.2. The present warranty has a validity of 12 months from the delivery of the Plants, provided that such defects have been promptly notified to the Seller in writing by registered letter no later than 30 days after the discovery of the defect.
5.3. The present warranty (implying the substitution or repair of the plant) represents the only warranty provided by the Seller and substitute and replace any other warranty or liability of the Seller provided by law and deriving or arising from the defective Plants (examples: refunds and recall of the Plants), safe the case of gross negligence or fraud of the Seller.
In particular, the Buyer shall have no right to lay any claim for damages, reduction of price, loss of imagine, loss of clients, or termination of the Contract against the Seller.
Once the warranty time has expired, the Buyer shall have no more right to lay claim against the Seller.
5.4. The above mentioned warranty, shall not be valid and thus not applicable in the following cases:
- if the Buyer has modified or repaired the Plant without a prior authorization of the Seller;
- if the Plant has not been used or managed according to the Contract terms and the prescriptions provided in the Use and Maintenance Manual;
- if the Buyer has not used fuel or gear lubricants indicated in the Use and Maintenance Manual;
- if the defects have been caused by the Buyer's unskillfulness in the use, by overloading, by wear and tear caused by use extended in time, or by an impropriate use of Plant;
- if the Plant has not been object of the maintenance and/or lubrification services at the times foreseen in the " Use and Maintenance Manual " handed over with the Plant, or if these measures have not exclusively been taken by the specialized staff of the Seller or other staff authorized by the latter;
If the Plant has been used for hours beyond the time provided in the Use and Maintenance Manual;
- if not original spare parts have been used, if repairs or modifications have been executed by a staff not authorized by the Seller.
- if the place of use of the Plant should be different from the one agreed, or if it should be subject to variations, if it should be placed in areas inaccessible to normal vehicles, if it should take place in dusty places, salty climates, in presence of corrosive substances, high humidity, heavy environmental conditions - low temperatures (inferior than 0 degrees Celsius) or high temperatures (superior to + 30 degrees Celsius)
5.5. It is understood that, according to the present warranty, the Sellers obligation will be limited to repairing and/or replacing the defective Plants.
Therefore, if the Buyer asks for the replacement or repair of the warranted Plant at the place where the Plant has been installed, the travel and transportation expenses and all the other expenses supported by the Seller, included the expenses for the authorized personnel, shall be at the exclusive charge of the Buyer.
If the Plant or part of it has to be transported to the head quarter of the Seller, all the consequent expenses (included the lifting, transport, custom duties and expenses) are at the exclusive charge of the Buyer, who will also undertakes to obtain all the required authorizations.
5.6. Any eventual claim or contestation laid by the Buyer will not give to the latter the right to suspend or delay neither the payments of the Plant claimed nor any other delivery.
5.7. The present warranty will expire after one year from the delivery of the Plant and any replacement or repair according to the present warranty does not imply the renewal of the warranty in relation to the replaced or repaired Plant or part of it.
Art. 6 - Seller’s liability
The Seller is not responsible for any loss or damage whether direct or indirect occurred to things, animals and persons if:
a.) the damage or loss is due to:
I) negligence, unskillfulness, impropriate use of the Plant by the Buyer or its agents or personnel;
II) lack or inappropriate maintenance;
III) modifications or repairs not authorized by the Seller;
IV) not compliance with the Use and Maintenance Manual handed over with the Plant;
V) use of not original spare parts, or repair executed in the service centers not authorized by the Seller;
VI) not compliance with safety rules and regulations.
b.) according to the technical and scientific knowledge at the time of the delivery of the Plant or of the original spare parts, the Plant or the spare parts could not be considered as defective;
c.) the Plant has not been used by a duly informed and trained personnel;
d.) The person damaged, knowing the defect of the Plant, has ignored that defect and thus voluntary exposed himself to a danger;
In all the aforementioned cases the Buyer undertakes to guaranty the Seller against all the claim laid by third Parties for whatever reason.
Art. 7 – Second-hand Plants
7.1. The Warranty regulated above in art. 5 of the present Contract is not applicable to second-hand Plants that are delivered by the Seller. Those Plants are deemed acquired by the Seller in the condition they were in at the time of the delivery, as they have been looked at and accepted.
7.2. In no case, the following components are object to any kind of warranty: the starting battery, the electronic components, the instruments, and, furthermore, all parts the revision and replacement of which is part of the ordinary or extraordinary maintenance measures (e.g. the loss of oil or liquid, the replacement of coupling boxes, gaskets, settings, adjustments, etc.).
Art. 8 - Prices and payment conditions
8.1. The price of the Plants and of the spare parts are not including packaging, delivery, transport costs, customs duty, VAT, or other taxes on business, nor duties, the setting-up, the assembly and the installation.
The price of the Plants shall be considered fixed and invariable if the delivery takes place within 120 days from the Order; in case of deliveries behind the time limit aforementioned, for which delay the Seller is not responsible according to art. 4.4. of the present General Sale Conditions, the price-list in force at the time of the delivery shall be applied.
8.2. The Buyer shall not claim any eventual non-fulfillment of the Seller if it has not made regular payments. In any case, an eventual non-fulfillment of the Seller shall not enable the Buyer to suspend or delay the payments, totally or partially.
8.3. In case of delay or lack of payment at the established dates, or in the case where the financial situation of the Buyer might go to the detriment of the credit of the Seller, the Seller shall have the right to suspend any further delivery and/or to cancel any eventual Order still to be executed. After fifteen (15) days from the date established for the payment, if the payment has not yet been performed, the Seller is entitled to issue a Bill of exchange payable at sight that the Buyer, by signing the present General Sale Conditions, declares to accept and thus authorizes, including the expenses.
8.4. In case of delay of the payment, safe for what is stated in the precedent clause, a moratory interest determined on the basis of the current interest rate established by the European Central Bank increased by 2 (two) points shall be calculated automatically on the sum overdue and not paid, without prior notice.
Art. 9 - Retention of title
It is agreed that the delivered Plant remains in the property of the Seller until the payment has been entirely fulfilled and received by the Seller.
In any case, all risks connected to the Plants will be transfer to the Buyer with the delivery.
Art. 10 – Assembly - Installation and authorizations
10.1. The eventual installation of the Plants executed by the Seller, and the eventual request of further supply of Plants or extra performances, services and Plants are regulated by the attached "A", which is to be deemed as an integral part of the present Contract.
10.2. Save any contrary agreement set forth in the Special Sale Conditions, the setting-up, the assembly and the installation of the Plant shall be made under the exclusive liability and charge of the Buyer.
10.3. Being understood that the Plant cannot be moved and is not self-propelled to the effect of the European Directive 2000/14/Ec and following amendments, the aforementioned Directive shall not apply.
10.4. The Buyer is obliged to take charge of the eventual present or future duties regarding the Plants. It has to fulfill the requests of the authorities for the authorization of the importation, the installation, and the provided use of the Plants.
In any case the Buyer shall expressively exempt the Seller about all the above mentioned duties and liabilities.
Art. 11 - Privacy
11.1. According to the GDPR 2016/79/UE and following amendments, the Parties declare to have informed each other about and to agree with the fact that any collected personal dates will be the object of a treatment in the Customers or Suppliers Archives for performances of civil or fiscal obligations, as well as for administrative, statistic, commercial and marketing purposes.
The Parties declares to be aware of the personal rights granted by the aforementioned law.
11.2. The Parties acknowledge that the “personal data”, mutually known on the occasion of the execution of this Contract and of the pre-contractual negotiation, shall be treated exclusively in relation to the performance of the obligations arising from the Contract hereto and to the connected fulfillment. It is understood that each Party will treat the personal data as independent owner and each Party will comply with the national applicable law regulating the treatment of personal data. In particular concerning to the data of third parties, eventually communicated or to communicate by the Buyer to the Seller, the first undertakes to obtain the consent from the third Party, if requested by its national law, and to send it to the Seller, in order to collect, to treat and to transfer the data, in accordance with the provisions of its national law on the protection of the personal data.
Art. 12 - Compliance with law and regulations
12.1. The Seller declares that all the Plant complies with all the prescribed and applicable Italian and EU regulations and laws at the time of the Order.
12.2. In any case, the Seller shall not be considered liable for any restriction, penalty and not compliance with any regulation, rule, or law of the country of destination of the Plant included but not limited to quota, customs, labeling, packaging, voltage, technical and electrical requirements unless a written specific and detailed Buyer’s request is included and set forth in the Special Sale Conditions.
Art. 13 - Dual-use
13.1. The refusal and/or export ban decisions, or any other kind of measures that could limit or forbid the exportation of the Plants of the Seller from Italy or from any other countries of the European Union, issued from the competent Italian and/or European Union and/or another European Union member State Authority, against the Seller could lead, first to the suspension and, eventually, to the total cancellation and/or annulment of the order, without the Seller being responsible of such events and thus being the latter exempted from any liability, even in terms of damages.
13.2 The Buyer that declares to be aware of the European Union legislation regarding the transfer of dual-use technology, recognizes and thus grants expressly to the Seller the above said right of suspension and eventually of cancellation and/or annulment of the Buyer order, in case of a ban decision of the Public Authority.
With the cancelation and/or annulment of the Order, the Seller shall return to the Client any account which should have been paid by the latter, without any neither interest nor revaluation obligation.
13.3 The Buyer assures and guarantees that the Plants of the Seller are bought only and exclusively for civil use and that it is absolutely excluded any other different kind of use.
Moreover, the Buyer declares and thus assures and, by so doing undertakes the obligation also on behalf of third parties, that the Plants will not be re-exported outside its own country.
Art. 14- Eventual resale of the Plants
The Seller – in the case where the Buyer is a retailer or a dealer – will provide for a not binding price list where the minimum resale prices are indicated, being understood that the Buyer is free to determine its own prices, this notwithstanding the Buyer will try to comply as much as possible with the prices suggested by the Seller.
Art. 15 - Applicable law - Jurisdiction
15.1. The present Contract is governed by the United Nations Convention on
International sale of Goods (Vienna Convention 1980), and with respect to matters not covered by such Convention, by the law of Italy.
15.2. The competent law court of Treviso (Italy), the place where the Seller has its registered office, shall have exclusive jurisdiction in any action arising out of or in connection with this Contract.
The Seller has the exclusive right to bring its action before the competent court of the place where the Buyer has its registered office.
GENERAL LEASE CONDITIONS
GENERAL LEASE CONDITIONS rev00-18EN
Art.1) Definitions and introductory notes
1.1. For the purposes of this agreement (hereinafter, “Agreement”), the following definitions shall apply:
“Agreement” shall mean, collectively, both the Special and the General Conditions;
“Property” and/or “Plant” and/or “Product”: shall mean the goods leased as better identified in the Special Lease Conditions;
“Lessor”: shall mean the company “VisaSpa”, with registered office at no. 55 via I° Maggio, Fontanelle (Treviso), Italy;
“Lessee”: shall mean the Client;
“Parties”: shall mean, respectively, the Lessor and the Lessee;
“Party”: shall mean either the Lessor or the Lessee;
“User and maintenance manual”: shall mean the User and maintenance manual for the Property.
1.2. These General Lease Conditions, together with the Special Conditions enclosed at the bottom of the delivery record (hereinafter “Delivery Record”), cumulatively govern the lease relationship between the Parties concerning the Product specified in the Special Conditions.
1.3 Any invalid provision of the present General Conditions shall not affect the validity of the Contract itself. In case of an invalid prevision contained in the General Conditions, the Contract will remain in force and the invalid prevision shall deemed as never be contained herein
1.4. These Special and General Conditions represent the agreement reached between the Parties and they annul and supersede any other agreement previously existing between the same, either written or verbal
1.5 Any amendment or addition to these Special and General Conditions shall be stipulated in writing between the Parties.
1.6 The circumstance that either Party should abstain, even repeatedly, from demanding the full performance of this Agreement from the other Party shall not be considered as renunciation, by the former, to the full exercise of the rights arising from the same Agreement.
Art.2) Subject Matter of the Agreement – Property identification plate
2.1. The Lessor grants a lease to the Lessee, who accepts, concerning the Property described in detail in the Special Conditions, in accordance with the terms and conditions of this Agreement. At the time that the Lessee takes delivery of the Product, the Lessor shall hand over to the Lessee the User and maintenance manual and all necessary documents relating to the leased Property.
2.2. The Lessee declares and acknowledges that the leased Property has been viewed and found suitable for the Lessee's needs and for the use for which it is being rented. The Lessee undertakes to pay all and any taxes and charges relating to the Property, as well as to comply with the requested authorisations for installation and use of the Property from the competent entities, depending on the intended use of theProperty, expressly exempting the Lessor in that regard.
2.3. The Lessee acknowledges the excellent state of maintanance of the Product and undertakes to return it in the same state in which it has been received, except for normal wear and tear. It is provided that the good state of repair of the Property shall be assumed, unless written reservations or qualifications are raised upon the Lessee’s taking delivery of the same.
2.4. The Lessee undertakes, throughout the duration of the Agreement, to keep all data reported in the Product identification plate perfectly legible (including, inter alia, the specification that the Property belongs entirely and absolutely to the Lessor) and not to remove or alter the Lessor’s descriptive symbols and labels affixed on the Property. Should such data become illegible, the Lessee shall however proceed to replace the plate.
Art.3) Duration of the lease
3.1. The Lease duration is indicated in the Special Conditions; any early return shall imply a review of the lease rate in inverse proportion.
3.2. The date set for the restitution of the Property indicated in the Special Conditions shall be intended as a deadline; any changes must be previously agreed upon and authorised by the Lessor in writing and, however, the Lessee shall be charged a proportional increase of the rent.
At any rate, notwithstanding the provisions of Art. 1597 It. Civil Code, the lease renewal shall always take place by a written agreement between the Parties.
Therefore, any failure to comply with the terms of restitution of the Property as stipulated in the Special Conditions, even if tolerated and not promptly contested by the Lessor, shall not imply renewal of the Lease.
Art.4) Delivery – Restitution of the Leased Property
4.1. Unless it has been stipulated in the Special Conditions that the transport be made by the Lessor, the Lessee shall be bound to withdraw the Property at its own risk, care and cost, on the day and at the time that the same is made available at the Lessor’s premises; all costs and indemnities deriving from any delay in taking delivery of the Property shall be borne by the Lessee. The Lessee shall return the Property on the day and at the time indicated in the Special Conditions, still at the Lessor’s premises, at its own risk, care and cost.
4.2. Taking Delivery and restitution of the Property shall be at the cost and care of the Lessee, on the day and at the time indicated [in the] Special Conditions. At any rate, the same may take place only on working days, Monday to Friday, 8.00 to 12.00 a.m. and 01.30 to 05.30 p.m. at the Lessor’s premises.
4.3. The taking delivery and restitution of the Property shall always be intended Ex Works Lessor in Fontanelle (Tv), even though the Lessor provides accessory services such as transport and/or installation of the Property at the place agreed upon with the Lessee.
In any event, the Property shall be received and returned with the tank in fuel reserve condition, unless otherwise stipulated by the Parties in the Special Conditions. Any excess of fuel remaining at the time of the restitution shall not be refunded by the Lessor.
Art.5) Assembly - installation
5.1. Unless otherwise stipulated in the Special Conditions, assembly, installation and set up of the Property shall be at the care and cost and under the sole liability of the Lessee.
5.2. Likewise, all costs for dismantling the Property shall be borne by the Lessee.
5.3. It is provided that the Property is intended for a fixed use, as better specified in the Special Conditions, and it is not to be considered as either self-propelled or portable in the meaning of Directive 2000/14/EC and subsequent amendments which, therefore, shall not apply,
5.4. The Lessee may move the Property from the installation place indicated in the Special Conditions only upon a written consent from the Lessor.
Art. 6) Lease rent and methods of payment
6.1. The lease rent shall be agreed upon between the Parties and indicated in the Special Conditions. They shall indicate, in particular, the daily rate intended for a maximum of 10 hours/day work; any working hours in excess used by the Lessee shall be charged proportionally, also taking into account the Property wear and tear.
6.2. The lease rent indicated in the Special Conditions is calculated from the day of reception of the Property until the day of restitution, inclusive.
6.3. The Special Conditions shall also indicate the methods of payment of the lease rent. In case of late payment, the provisions of art.12) below shall apply.
Art.7) Obligations of the Lessee under the Agreement
7.1. The Lessee undertakes to:
a) verify the suitability of the places where the Property is to be installed, taking into account the technical features of the same and the indications received from the Lessor, upon receiving the Property, as well as the provisions of the User and maintenance manual;
b) install the leased Property according to the instructions and indications provided by the Lessor and contained in the User and maintenance manual, however availing of specialised staff. At any rate, once the installation is completed, the Lessee shall draft a record of complete and correct installation and put at work;
c) use the Property in conformity to the use instructions given by the Lessor and contained in the User and maintenance manual and in compliance with the laws and/or regulations in force, and however submit the same to the use defined in the Agreement, without bringing any change or adjustment thereto, unless expressly allowed by the Lessor;
d) use the Property only in the place agreed upon with the Lessor and indicated in the Special Conditions. The Lessee shall previously notify the Lessor and wait for a written authorisation from this latter if the place of use of the Property is not the place agreed upon or is subjected to changes, or is located in areas not accessible to normal vehicles, or if the Property is to be used in dusty places, salty climates, or with presence of corrosive substances, high dampness, harsh environmental conditions - low temperatures (under 0°) or high temperatures (exceeding + 30°);
e) keep and maintain the Property in good state of maintenance, providing, at its own care and cost, for both ordinary and extraordinary maintenance. In this regard, it shall be ensured that maintenance operations be only performed by qualified staff and/or centres authorised by the Lessor, and any deteriorated or damaged parties shall only be replaced by genuine or however suitable spare parts of equal quality;
f) not to remove the protections of dangerous parts and to regularly verify that safety devices work properly.
g) keep the Plant constantly clean and the mechanical parts well lubricated, as well as exclusively use fuel and lubricants indicated in the User and maintenance manual.
h) not to sublease, pledge, assign the Property for use at any title to any third parties, or permit that any liens or rights of third parties be created on the same in any way, which may damage the Lessor's ownership.
7.2. The Lessee shall be solely liable for the connection of the Product with the power supply system. To that effect, the same shall proceed to the connection through qualified staff and/or centres authorised by the Lessor. At any rate, the Lessor does not provide any warranty in relation to the Property for the purpose and/or use intended by the Lessee.
7.3.. The Lessee is appointed as custodian of the Property throughout the duration of the lease, starting from the moment that it is taken from the Lessor’s factory.
7.4. The Lessee shall timely notify the Lessee of any irregularity it may find in its operation.
7.5. The Lessee undertakes to allow the Lessor and its persons in charge to verify at any time the state and conditions of the leased Property.
Art.8) Warranty and Assistance
8.1. Each Product included in the lease complies with the EC Machinery Directive and with all safety provisions, both national and of the EU and, before the delivery, it shall be verified and tested by the Lessor.
8.2. In any case of defects, malfunctioning or damages of the Property, the Lessee hall inform the Lessor in writing, immediately and without delay; this latter undertakes to take action as soon as viable and however within and not later than 72 hours from the notice, which must be made in writing and anticipated by phone, excluding holidays and pre-holidays.".
If the Property cannot be repaired, the Lessor shall be entitled either to replace it or to terminate the Lease, without prejudice to the obligations derived to the Lessee until the day of the notice. Costs for repair and/or replacement of a malfunctioning or damaged Property shall be borne by the Lessor, except for any transport costs as may be required. It is provided, however, that to the effects of this warranty and assistance, defective, malfunctioning or damaged Property shall only be the Property affected by defects in the design, assembly, planning of materials referrable to the Lessor, or for which the Lessor is however liable.
8.3. The Parties agree that the Lessee shall not be entitled to any refund and/or indemnity for the inactivity of the and/or for any failure in the activity for which the Product has been rented, whether the Property has been repaired or replaced or, such activities being impossible, the Agreement has been resolved.
8.4. This warranty or assistance is excluded if:
a) the Lessee has brought changes or has had repairs made on the Property without a prior authorisation in writing from the Lessor, or by staff not authorised by the Lessor in writing;
b) the Property is used improperly by the the Lessee or used in a different way or for more hours than the best working conditions of the Property, as indicated in the User and maintenance manual, and/or placed in use conditions other than expressed in the User and maintenance manual;
c) the defects, malfunctioning or damage are caused by lack of control, non-performance of required maintenance services, use of fuels and lubricants being unsuitable or containing impurities or water;
d) the defects, malfunctioning or damage are caused by acts of vandalism or sabotage or, in general, acts of third parties;
e) in any event, if the defect, malfunctioning or damage are not ascribable to the Lessor.
In all cases listed above, all costs incurred for the repair and/or the replacement, where appropriate, shall be solely borne by the Lessee.
Art.9) Liability
9.1. By taking delivery of the Product, the Lessee assumes the custody of the Property and shall answer in case of total or partial theft, sabotage, damages to third parties, either to person or to property, and for anything else, even not expressly indicated here, that may be ascribed to its liability.
9.2. The Lessor declines all liability for direct or indirect damages to people, animal or property if:
a) the damages are caused by:
I) negligence, lack of due care, improper use and/or misuse by the Lessee or its collaborators;
II) lack of or poor or incorrect ordinary or extraordinary maintenance;
III) alterations or tampering of the Products supplied;
IV) non-compliance with the instructions contained in the User manual provided together with the Property;
V) use of non-genuine spare parts;
VI) breaches of accident prevention regulations;
b) the state of scientific and technical knowledge, at the time that the Property or genuine spare part was delivered to the Lessee, did not yet allow to qualify the Product as defective;
c) the Property was not used by suitably informed and trained staff;
d) the damaged person was informed of the defect but willingly ignored it, thus exposing himself or herself to danger.
In such cases, the Lessee expressly undertakes to hold the Lessor harmless from any claim brought by third parties against the latter, for any reason whatsoever.
Art.10) Informative data – Intellectual and industrial property – Protection
10.1. Any information concerning weight, dimensions, prices, efficiency and any other data relevant to the features and/or technical specifications of the Property, contained in the technical sheet or in leaflets, price-lists, catalogues, prospects has a merely indicative nature and shall be binding only where expressly referred to in this Agreement. The performance and the data on power and consumption provided by the Lessor and/or by manufacturers of engines and alternators, are nominal and imply tolerances with reference to the ISO-CEI-UNI standards.
Such designs, documents, technical information, are supplied to the Lessee under a duty of confidentiality.
10.2. All designs, documents, technical schemes, manuals, as well as all logos and trademarks, either registered or not, symbols, names and any other distinctive mark referred to and used by the Lessor for the Product – including any that the same may adopt in the future – are the exclusive Property of this latter.
10.3. The Lessee undertakes to notify the Lessor of the execution of pledges, attachments and any other liens on the leased properties, as well as to promptly report any changes in the Lessee’s address and to comply and have anyone comply with the Lessor’s title.
Art.11) Charges and Authorisations
Taxes, rates and any kind of fiscal charges, both present and future, relating to the use of the Property shall be solely borne by the Lessee, who shall comply – before taking delivery of the Product – with any authorisation, permit or licence requirements from competent authorities for the transport, use and detention of the Property. The Lessor is exempted, now for then, from any liability and/or charge depending upon and/or connected with the failure by the Lessee to obtain authorisations required under law; this latter undertakes to indemnify and hold the Lessor harmless from any damage or charge that the same may incur in connection with the failure by the Lessee to obtain authorisations required under the law.
Art.12) Early termination and Expiry of the agreement
12.1 The Lessor may intend the agreement as automatically terminated, to the effects and purposes of Art.1456 It Civil Code, if the Lessee:
a) is late with the payment, at the set date, even of only one Lease rent;
b) delays or refuses the restitution of the leased properties;
c) does not adopt due diligence in using and maintaining the leased properties.
Should the Lessor intend to avail of the termination clause, the same shall
notify the other party thereof by registered letter with acknowledgement of receipt, upon reception of which, the Agreement shall be intended as automatically terminated, with no need for any other formalities, and the Property, with all relevant documents, shall
be immediately returned to the Lessor. In such event, the Lessee shall pay the Lessor any overdue and outstanding rents, delay interests and in general, any amounts owed, without prejudice to the refund of any further damage.
12.2. In case of failure or delay to pay the lease rents, without prejudice to the provisions of the preceding clause, delay interest shall be automatically charged on the amounts owed, with no obligation of prior notice, equal to the interest rate applying under Italian Legislative Decree no. 231 of 9th October 2002.
12.3. At the expiry of the lease, and in any case of early termination of the agreement, the Lessee shall return the leased Property to the Lessor and all restitution costs, including dismantling and transport costs, shall be borne by the Lessee
Art.13) Applicable Law-Place of Jurisdiction
The present Contract is ruled by Italian law.
For any dispute arising from this Agreement, or however relating to and/or connected with the same or its termination, the exclusive jurisdiction shall be that of the Courts of Treviso. The Lessor, however, shall always be entitled to bring actions even before Courts at the Lessee’s place.
Art.14) Privacy
According to the GDPR 2016/79/UE and following amendments, the Parties declare to have informed each other about and to agree with the fact that any collected personal data will be the object of a treatment in the Customers and Suppliers archives for performances of civil or fiscal obligations, as well as for administrative, statistic, commercial and marketing purposes.
The Parties declares to be aware of the personal rights granted by the aformentioned law.
The Parties acknowledge that the “personal data” ,mutually known on the occasion of the execution of this Contract and of the pre-contractual negotiation, shall be treated exclusively in relation to the performance of the obligations arising from the Contract hereto and to the connected fulfillment. It is understood that each Party will treat the personal data as independent owner and each Party will comply with the national applicable law regulating the treatment of personal data.
In particular concerning to the data of third parties, eventually communicated or to communicate by the Lessee to the Lessor, the first undertakes to obtain the consent from the Third Party, if requested by its national law, and to send it to the Lessor, in order to collect, to treat and to transfer the data, in accordance with the provisions of its national law on the protection of the personal data.
Art.15) Dual use
15.1 The refusal and/or export ban decisions, or any other kind of measures that could limit or forbid the exportation of the Property of the Lessor from Italy or from any other countries of the European Union, issued from the competent Italian and/or European Union and/or another European Union member State Authority, against the Lessor could lead, first to the suspension and, eventually, to the total cancellation and/or annulment of the order, without the Lessor being responsible of such events and thus being the latter exempted from any liability, even in terms of damages.
15.2. The Lessee declares that he is aware of the existence of European Union legislation regarding the transfer of dual-use technologies, recognizes and thus grants expressly to the Lessor the above said right of suspension and eventually of cancellation and/or annulment of the Lessee order, in case of a ban decision of the Public Authority. With the cancellation and/or annulment of the order , the Lessor shall return to the Lessee any account which should have been paid by the latter, without any neither interest nor revaluation obligation.
15.3. The Lessee assures and guarantees that the Property of the Lessor is leased only and exclusively for civil use and that it is absolutely excluded any other different kind of use. Moreover, the Lessee declares and thus assures and, by so doing undertakes the obligation also on behalf of third parties, that the Property will not be re-exported outside its own Country.
